Thanks for the Mammaries
by memorizingthedigitsofpi
Summary: [SEQUEL to The Breast of Intentions] FitzSimmons have just spent a rather intense hour together full of UST, making out, and orgasms and now they're ready to have sex. But with these two, it's never just sex, there's always feels. [2nd of two stories, imported from AO3, updating daily]
1. Chapter 1

**A/N:** This picks up where my story The Breast of Intentions leaves off, before the "one week later" epilogue. They're both basically PWP, so this can be enjoyed separately without too much confusion, I think.

Fitz gave himself one last pass with a damp cloth and grinned at himself in the bathroom mirror, adjusting the collar on his plaid shirt. He and Simmons had... Well, he should probably think of her as Jemma now, not Simmons, that was for sure! And since she was waiting for him, _with a condom!_ , in her room he should really get back there as soon as humanly possible. He picked his boxers up from the bathroom floor and made a face. These certainly weren't going back on, that was for sure. He pulled his jeans up over his bare ass and pulled the zip up carefully. This would be the worst possible moment for a wardrobe-related injury to occur.

He thought for a moment. Scratch that. _Second_ worst.

Ducking into his room for a moment, he briefly considered getting a fresh pair of boxers as he tossed the sticky ones he held into his laundry basket along with his t-shirt. He grinned again and decided against it, figuring that he was just going to be taking them off again immediately. With a bounce in his step, he made his way back to Simm- Jemma's bunk.

Jemma finished arranging herself on the bed. She'd shed her jeans and waffled about losing her panties. On the one hand, she wasn't going to be needing them for long. On the other hand, she was really looking forward to Fitz pulling them off. That definitely decided it for her. She picked his cardigan off of the floor with a wicked smile on her face. As priceless as his face had been when she'd been topless in front of him, he'd looked delightfully tortured when her breasts were partially covered. Until this afternoon, she'd had no idea that near-nudity was even more erotic than being completely naked. For all parties involved.

She licked her lips and wiggled slightly in anticipation of Fitz's return. Her whole body was on pins and needles and sitting still just made the feeling worse. She breathed quickly and shallowly as she waited for the door knob to turn. How long did it take to wipe up? Honestly. In future, she was going to have to keep some moist towelettes on hand, just to speed things up.

When he opened the door, Fitz stopped in his tracks. He completely forgot to breathe for a moment as the image of Jemma Simmons, wearing nothing but some white cotton panties and his partly-buttoned cardigan, imprinted itself on his brain. She knelt in the centre of the bed, her bare legs slightly parted and her face still slightly flushed from her recent orgasm. He blinked and attempted to lift his jaw from its slack position, but he couldn't seem to remember how to do that.

Jemma smiled. That was an even better reaction that the one she'd been hoping for. "Are you going to come in?" she asked as he continued to stand in the doorway to her room. The dumbfounded look on his face was brilliant and all, but that _was_ a public hallway, and she didn't need everyone else to see her like this.

He took a few quick, shallow breaths and stared at her for a moment longer. Finally, he realized that she'd said something, although he couldn't for the life of him say what. "Huh?" he asked eloquently as he dragged his eyes up from her body to her face. "What?"

She laughed, and then laughed again as he whimpered at the effect it had on her chest. After one last breathy chuckle, she caught her bottom lip with her front teeth and crooked a come-hither finger at him. "C'mere," she said, just barely able to keep a straight face, and her voice was both sultry and amused.

Fitz swallowed hard with a dry throat and moved into her room. After a further few seconds of staring at her, he recovered himself enough to close and lock the door behind him. "Sorry," he apologized, turning to look at her again. "I just..." he shook his head, wonder and disbelief clear in his expression. " _Wow_ ," he breathed. He took a deep breath and sighed it out again. "We're _really_ going to..." he trailed off and shook his head again, placing his hands on his hips as a huge grin spread across his face.

Jemma rolled her eyes and smiled indulgently. "Only if you actually _come here_ ," she laughed.

He blushed and rubbed the back of his neck, head bowing slightly but eyes looking up at her. "Oops?" he said, smiling lopsidedly and walking over. "Better?" he asked when he was standing right in front of her.

"Much," she confirmed, raising up on her knees and reaching out for his shirt. Pulling him towards her, she smiled and tilted her head, eyes fluttering closed. Her tongue came out to wet her lips, and then he kissed her.

It was soft at first, just a light touch of skin on skin, both of them smiling as their lips met. Then her mouth moved and his responded and her head was tilting further to the side. His hands came up to cup her face and her fingers tightened their grip on his shirt as her stomach dropped right through the floor like they were on some sort of roller coaster and his tongue was a loop-the-loop.

He loved how soft her lips felt against his and the way she whimpered quietly when he deepened their kiss. She held onto him with a fierceness that surprised him. Like letting go wasn't even an option. He loved how they were always on the same page.

" _Wow_ ," Fitz breathed again as they broke apart, and he looked at her with a goofy grin on his face.

"Wow yourself," Jemma agreed, giggling slightly.

He brushed her cheeks one more time with his thumbs and then moved his hands down to start on his shirt buttons.

"Uh uh," Jemma shook her head, gently swatting his hands out of the way. "Let me," she smiled, licking her lips. He'd had ample opportunity to enjoy looking at and discovering _her_ body, and now was her chance to do the same with his. She was going to enjoy this.


	2. Chapter 2

Fitz's eyebrows rose and he gulped at the look on Jemma's face. She was staring at him like a cat at a canary, and he suddenly had no idea what to do with his hands. He swallowed again and felt a blush rise up on his cheeks. "You, um," he stammered slightly as his heart rate sped up. "You want to, um..." He coughed slightly and one of his hands moved up to rub the back of his neck while the other one hung awkwardly at his side.

"Mmhmm," Jemma nodded slowly. She blushed too at the various thoughts running through her mind. If she actually told him all of the things she wanted to do to him right now, they'd end up coming in their pants again. And as much fun as that had been, that was not the plan.

Maybe that could be the plan for tomorrow.

Keeping their eye contact, she leaned in inch by inch. When she was close enough that she could feel his breath on her face, she closed her eyes and just barely grazed his lips with hers. It was enough to make them both shiver in anticipation. Her lids rose slowly again as she back away and then closed once more as she kissed the corner of his lips. And again as she kissed the other corner. After the frantic hunger of an hour before, it was a sweet torture to hold back.

Fitz held his breath as she moved from his lips to his cheeks. His hands twitched to grab her and pull her against him and it was all he could do to resist. The soft, teasing kisses she was now placing just below his ear were enough to make his knees weak, and he tried to focus on remaining upright.

Jemma smiled against his neck as her lips picked up the speed of his pulse. Reaching up to move his collar out of the way, she indulged herself with an open-mouthed kiss on his neck where it met his shoulder, and he gasped as she sucked his skin into her mouth. Seeing the slight bruise left behind, she felt unaccountably proud of herself. She'd never given anyone a hickey before.

Fitz took several quick shallow breaths as Jemma sucked on his neck, and he started doubling numbers in his head to keep himself from jumping out of his skin. As hot as it had been when he'd been focusing on her body, it was even hotter to have her focusing on his. Much more of this, and he'd be fully hard again. Too much, and he'd be making another mess in his jeans. "Jemma?" he asked, and his voice shook.

"Yes, Fitz?" she whispered in his ear before nibbling on his lobe. The gasp he let out was immensely gratifying. Her fingers toyed with his top button, but didn't undo it just yet.

Fitz whimpered slightly. He couldn't resist it anymore. His hands reached out to grab her hips. "Please?" he whispered, hoping she understood. he didn't think he'd be able to say anything more coherent than that right now.

She moved back just enough to place her next soft kiss on his lips. She kept it chaste, even when he tried to press for more, and then moved to his other ear. "Please what?" she asked, sucking that lobe before nibbling it too. This time, he whimpered and his knees buckled slightly. Her fingers kept fiddling with his button but not undoing it.

"Oh, god," Fitz moaned, his fingers curling into the cardigan she wore. Scrunching it into his fists, he used it to pull her towards him, closer to the edge of the bed she was kneeling on. "Just..." his voice trailed off as she kissed her way down the side of his neck and over his collar bone to where her fingers were doing such distracting things to his shirt. "Yessss," he sighed as the first button finally popped free.

Jemma allowed her left hand to slide over his chest and shoulder and into his hair as her right hand fiddled with the next button. She'd had too many years of not being able to run her fingers through those curls. She needed to take full advantage of the opportunity now. She kissed her way back up to his ear. Tugging slightly on his hair, she once more nibbled on his earlobe and got an even better response.

"Fuck, Jemma!" Fitz swore as his whole body shuddered. Someday, when his brain started working again, he was going to have to ask her what part of his biology connected his ear lobes directly to his cock.

She took that as her cue to pop the button on his shirt and move down one more. Two down and three to go. "Soon," she whispered back and then bit her lip at the way he groaned.

Instead of moving down to the next button, her hand moved up and explored the bare skin now available to her. Her fingers ran over his chest, tickled by the soft blond hairs and warmed by his body heat. Tugging his curls one more time, she tilted his face just that little bit she needed and kissed him.

This time, it wasn't a graze, and it wasn't chaste. This time, she opened her lips and slid her tongue along his, tasting him and letting him taste her.

Fitz wanted nothing more than to pull her against him and then fall onto the bed together, but he resisted the urge. She was in control this time, and as painful as this anticipation was, it was also fantastic. Instead of deepening their kiss, he focused on it. He made their kiss the centre of his universe and explored it.

Jemma gasped against his lips, trying to catch the breath he'd taken away. His lips were the only thing he was touching her with, and yet she could feel them in every part of her body. Before she could stop herself, she popped the next button on his shirt. Now both her hands slid over his stomach and chest, fingers splayed wide to cover the largest possible area. She leaned into him, trusting him to support her, and shifted from kneeling on the bed to standing on the floor.

Her shift in position made her shorter than him rather than the same height, and he was irrationally pleased that he had to lean down slightly to continue their kiss. Most times, he enjoyed the fact that her heels made her almost as tall as him. It gave them a physical equality to go with their mental match. But there was something about kissing her and holding her that made him glad he was bigger. Probably something evolutionary to do with protection, he figured, and then concentrated on her lips again. His hands abandoned their grip on her stolen cardigan and came up to cradle her face again, and his fingers buried themselves in her thick hair.

Jemma finally broke their kiss, biting her lip and looking up at him from beneath her lashes. They were definitely going to be doing more of that very soon, but first she had a mission to finish. Leaning forward once more, she kissed the dip in his collarbone at the base of his throat. She breathed in the mixture of soap and sweat on his skin and enjoyed the rush of pheromones. She lightly scratched her nails down his chest and smiled when his stomach tightened under her touch. Her mouth kissed its way down the same path her fingers had just traced, moving lower and lower down his body.

Fitz gasped and his eyes widened. His hands were still loosely tangled in her hair and now he had all kinds of thoughts rushing through his mind that he couldn't seem to control, and all of them ended with him holding Jemma's head a bit lower down and... He gulped. Unzipping his jeans had just become a _lot_ more dangerous.

Jemma made her way down to his ribs, but his belly button was still obscured by the last two buttons. She sat down on the bed, Fitz standing between her legs the way she'd been standing between his earlier, and she assessed the situation. A devilish decision occurred to her, and she undid the very bottom button, allowing her hands to brush against the hardness behind his zipper, and then she looked up.

Fitz's head was thrown back and his eyes squeezed shut. Never in his life had he thought that taking off his shirt could be this fucking sexy, and clearly that just proved that he had a wretched imagination. Except, of course, that same imagination was going into overdrive right now with all of the possibilities for how this afternoon was going to continue. Taking a deep breath and shaking his head, he blinked his eyes open and looked down. Now was _not_ a time for imagination. Now was a time for watching exactly what Jemma was doing and enjoying every single god-damned second of it.

"Fitz?" Jemma asked, licking her lips slowly as she played with the tails of his shirt.

"Yeah?" he answered, voice full of breathless anticipation.

"There's something I want to do..." she said, glancing down at his zipper before flicking her eyes back up to his face. She licked her lips again.

"Anything!" he agreed, wincing internally at how eager he sounded.

"Really?" she asked, leaning forward on her perch. "Are you _sure_?" Still staring up at him, she took his shirt between her teeth and pulled it taut. Sliding her tongue underneath one side of the last button, she lifted it up and pushed it through the hole. Releasing the cotton from her mouth, she grinned lasciviously up at him, enjoying the way his parted shirt framed his chest.

His jaw worked up and down a few times, but the only sound that came out was a kind of whimper. Giving up on words, he nodded vehemently. 'Sure' didn't even _begin_ to describe his level of certainty.


	3. Chapter 3

Reaching out, Jemma gently parted his shirt. The three-inch-wide strip of stomach and chest that was revealed by the opened buttons wasn't nearly enough for her. She spread the cotton wide, anchoring it with her hands on his hips, and let her eyes roam all over him.

He didn't have a six-pack of abs or chiseled pectoral muscles, and he certainly hadn't seen the sun in a bit too long. But what he did have was the scar from his appendectomy the week before first year final exams. And that ridiculous matching tattoo they'd gotten after graduation. She looked up at him as he looked down at her and saw all of her own eagerness and anxiety reflected back and soothed by that crooked smile. Leaning forward, she pressed a kiss against his chest, right above his heart.

Fitz couldn't help smiling when she looked up at him. He doubted he'd stop smiling for days after this. His fingers gently pushed her hair back from her face so that he could better see her eyes. They shone bright brown and crinkled at the corners, and her lashes fluttered closed every time her lips pressed against his skin. He loved the way her cheeks blushed a darker pink the further down she moved, and he knew his own face was red as well.

Getting down on her knees, Jemma dipped her tongue into his belly button and breathed out a chuckle as his stomach tightened in response. And that hadn't been the only movement, either. She did it again and was rewarded with another sharp twitch of his cock inside its denim prison. She'd already felt it, quite intimately in fact, but she had yet to see it. She licked her lips again and kissed the darker hair below his belly button which lead her to his fly.

Fitz gasped when he felt the strange sensation of her tongue wiggling there. He gasped again the second time, and this time he also moaned. It felt like an odd sort of swirling pull in his gut, but at the same time it made him even more eager for her to continue. His eyes fell closed as he concentrated on the feel of her hot breath and warm lips so close to where he wanted them. And then they snapped open when her clever fingers wrapped themselves around the hardness in his jeans.

"Oh _god_ , Jemma," he whispered, and he couldn't help but push his hips against her hand.

"You're so hard, Fitz," she whispered back, staring at the shape of him through his jeans. She squeezed him again, feeling along his whole length, and then she leaned forward once more and kissed the tip, opening her mouth and breathing warm air through the denim.

"So good," he murmured, running his fingers through her hair. "Take it out?" he asked, half-begging and half-demanding.

Keeping her lips pressed against him through the cloth, she made her way back to his fly. She looked up at him again, holding his gaze, as she took a page from his book and slid her fingers just barely under his waistband and reached for his button. Slowly, she licked across her top lip and then her bottom one. Then, lips parted slightly and breathing heavily, she twisted her fingers and pushed the button through its hole. As his waistband parted slightly, she bit her lower lip and smiled.

Fitz swallowed hard at the almost _raunchy_ look she gave him. It was a good thing he'd already shot his load once today because this slow tease she was doing was definitely revving his engines, so to speak. He sucked in a breath as his cock shifted inside the rough denim. The opened button was allowing him room to grow, so he twitched his cock again to encourage it.

Using her grip on his waistband for leverage, she stood up again, dragging her semi-covered breasts from his stomach up his chest as she did. As soon as she was in front of him, he captured her lips in a kiss. He was still being remarkably gentle with her, but each slip of his tongue into her mouth was ratcheting up the strain coiling in her stomach. Her hands slid up to his shoulders and slipped under his shirt, pushing it off and down his arms. Then they came right back up and wrapped around his neck, pulling him in deeper where she needed him to be.

"Kiss me like you mean it," she whispered, grinning against his mouth. Time to tap into that competitive nature of his.

Fitz grinned back and then placed a peck on the tip of her nose. "Like that?" he asked. She wasn't the only one who could tease.

Jemma pouted prettily, lower lip sticking out and eyes impersonating a puppy's. "Not quite," she answered with an over-dramatic sigh.

"Hmm," Fitz pretended to think for a moment, his hands sliding up under the back of her cardigan to rest along her spine. "How about this?" He closed his eyes and pressed his lips against hers, opening them slowly and then closing them again. Tilting his head the other way, he slid his tongue out to brush against hers for the briefest of moments before raising his head again to look at her.

Jemma sighed contentedly, eyes still closed. She needed a moment to collect her thoughts and put forth her best argument. She was distracted by the soft circles his hands were weaving over her back, but she took a deep breath and tried to focus. She pressed her lips together tightly to stop them from tingling and finally opened her eyes to meet his. "Almost," she answered, after clearing her throat. It wasn't quite the convincing speech she'd meant to say, but sometimes you had to make do.

"So," Fitz reasoned, nuzzling her neck and letting his hands wander down to grip her ass. "More like this, then?" He pulled her hips flush against his so she could feel again how hard she'd made him, and this time when his mouth came down on hers it wasn't gentle, it was demanding.

Jemma whimpered into his kiss, her hands scrabbling for purchase on his shoulders and in his hair. The way his cock was pressing up against her pussy was driving her crazy and the things he was doing with his tongue made her wonder what else he could do with it. His hands on her ass were so wonderfully strong, and she imagined him gripping her like that while she rode him.

"Mmhmm," she nodded against his mouth.

He seemed to be having the same idea she was because he was trying to maneuver them onto the bed, but she knew what she wanted to do first. Turning so that it was _his_ back to the bed instead of hers, she broke their kiss and pushed him to sit down.

Fitz smiled and tried to pull her onto his lap. He had absolutely _no_ problem with her being on top. He just hoped she'd have mercy and take that sweater off first. As sexy as it was to see her in his cardigan, he really wanted to see her naked. Naked and riding his hard cock. He shivered at the mental image and pulled at her again.

"C'mere," he growled, grinning at her in a way that made her panties even wetter. Jemma shook her head slowly and removed his hands from her bum.

"Not yet," she said with a grin of her own that made his cock twitch again in his jeans. She sank to her knees in front of him and slid her hands along his thighs. It only took the lightest pressure from her to make him part them.

His breath caught in his throat, and he swallowed hard in anticipation. He thought she'd just been teasing earlier, but apparently she was serious. He leaned back onto his elbows to give her some room. Licking his lips, he watched her carefully. He didn't want to miss a second of this.

She scooted forward on her knees and looked from his eyes down his chest and stomach to the tight zipper of his jeans. She bit her lip and moaned quietly as she surveyed the outline of his cock, and then she reached out again to caress its length. She reveled in the way he shuddered at her touch. With one palm pressing gently down on him, she reached her other hand out to tug on his zipper.

Fitz's eyes were wide and he held his breath as the metal parted and revealed first his thatch of curls and then the curve of his dick where it disappeared under her hand. After a few more seconds that felt like years, it was completely undone. As Jemma's hands gripped his waistband once more, he thrust his hips up to help her pull his jeans off.

She tugged them down his hips, startled when his cock bounced free and pointed up at the ceiling, even though she was expecting it. They both laughed at the expression on her face, although his laugh was tinged with nerves and hers was coloured with desire. She made quick work of sliding them down his legs and off, tossing them carelessly on the floor. Leaning forward again, she slid her hands up his thighs one more time. Finally, he was hers.

Their eyes met again, this time with his hard cock between them, and the only sounds in the room were their panting breaths. Her eyes kept wavering to take in his nudity, and his kept delving into her cleavage, still covered by his sweater. The seconds ticked by as Jemma's hands rubbed gently along his thighs. "Take it off," he whispered, licking his lips. "I want to see you."

His eyes burned right through her with their intensity, and she had undone two buttons before she even thought about what she was doing. If he was anywhere near as turned on as she was... She looked at the tower of flesh rising up between his legs... and he seemed to be, then he definitely deserved to see her topless again. She shrugged the sweater off and tossed it next to his jeans, then leaned forward again. Opening her lips, she brought her mouth right up to the tip of his cock, and then she pressed a light peck to it like he'd done to her nose.

Fitz shuddered. The feeling of her lips on his cock was rivaled only by the feeling of her tits rubbing against his thighs. He stared at her hard little nipples and remembered how they'd felt in his mouth. When it was his turn again, they'd be getting a lot of attention. For now, though, Simmons was doing something wonderful to his cock.

Jemma's lips circled the head of his dick, just barely touching it for the moment. Her warm breath washed over it, delightfully hot and wet, and then her tongue snaked out and wiggled into the slit at the end. That's when her lips pressed closer and started to gently suckle. But that only lasted a moment, and then she was gone, kissing her way down his shaft.

Fitz groaned happily, head falling back for a minute before he dragged it back up. The sight of her, eyes closed and loving his cock with her lips and tongue, was the hottest thing he'd ever seen. She had one hand circled around him now, and he loved the sight of himself poking out of her fist.

Jemma pumped his cock lightly with one hand while she moved down to kiss and lick his balls. The first lick of her tongue earned her a loud gasp and the next a groan. She looked up to see Fitz gripping the sheets and watching her with rapt attention. Smiling to herself, she gripped him more firmly in her hand an took one of his balls in her mouth.

"Holy shit," Fitz gasped, thrusting his hips up into her fist. The way her thumb moved up and slid through his precum was making him tingle all over. "You're _really_ good at this," he said. Was there anything she didn't excel at?

She kept her suction steady as she gradually let his ball drop from her mouth, and then she wiped some drool off her chin. "Thanks," she smiled at him. "Do tell me if there's anything you particularly enjoy," she moved to put his cock back in her mouth again, but paused. "... Or don't," she conceded. She worked up some saliva and spat into her hand, lubricating it to wank him better. Then she moved up to lick up the precum gathering in his slit again. She closed her eyes as she tasted its salty flavour. "Mmm," she sighed.

"Fuck," Fitz groaned. "I don't think you have to worry about me _not_ liking this," he reassured her. Really, just the fact that _she_ seemed to like it so much was enough to do it for him.

Keeping her mouth as wet as possible, Jemma started working it down over his cock. At first, she took just the tip of him in and used her hand to pump the rest. Her mouth and hand worked in unison, moving up and down along his shaft as one unit, her hand squeezing as her mouth sucked and her other hand caressed his balls. As she found her rhythm, however, she raised herself higher up on her knees to get a better angle and started taking more of him in her mouth.

"Oh _god,_ " Fitz groaned, watching his dick disappearing into her full lips. He couldn't stop himself from reaching out to hold her hair back. The feather-light curls felt fantastic stroking his thighs, but they were blocking his view of the sexiest thing he'd ever seen.

Jemma kept her lips tight over her teeth as she moved up and down his shaft, twisting her head slightly right and left to mimic the motions she'd been doing with her hand. With every down stroke, she wiggled her tongue along the underside of his cock, and with every up stroke she kept a steady suction. Her hands moved over his hips and thighs, tickling the spot where they joined before moving down to play with his balls again.

Fitz's breathing got shallower and faster as she sped up her movements on his cock. Both of them were moaning now, wanting his release, and it wasn't far away. "Je-" he croaked, and then cleared his throat. "Jemma," he moaned. "I'm close." His hands tightened in her hair, pulling slightly even though he tried not to. "I'm gonna come," he gasped, clenching his stomach muscles and trying to hold back until she could get out of the way.

Instead, she sped up her rhythm even more, looking up to stare into his eyes. It was pretty clear what she wanted to happen.

On the next down stroke, Fitz thrust his hips up, burying himself as far as she'd let him in her mouth. His orgasm seemed to start in his toes and rush through his whole body before exploding out of he end of his cock. "Yes!" he shouted as he emptied himself into her mouth. "Fuck yes," he panted as his spurts petered out.

The first shot went right down her throat because he was buried so far in her mouth. As he continued to come, however, she gradually backed off of him until just the head was still between her lips. She swallowed each spurt as it came and then gently sucked out the last few drops. She held his softening cock in her hand and licked him clean, then released him and moved up to curl next to Fitz on the bed.

"Alright?" she asked, smiling at him.

He put his arm around her and smiled back, his whole body looking totally relaxed. "I should be asking _you_ that," he laughed self-deprecatingly. "Sorry I ... y'know..." He curled a lock of her hair around his finger and looked guilty.

"That's okay," she reassured him, kissing his cheek. Then, biting her lip she whispered in his ear. "I kind of liked it."

Fitz's eyebrows rose up at that information and his cock twitched slightly even though it was currently spent. "Oh yeah?" he asked, trying to be casual.

"Mmhmm," she nodded, drawing the molecular structure of dopamine on his chest. "Besides," she continued, grinning naughtily, "I can't promise I won't do the same to you, if our positions are reversed."

"Oh yeah?" he asked, and this time he couldn't keep the eagerness out of his voice. This time, it was his turn to whisper in her ear. "Wanna try it and find out?"


	4. Chapter 4

"Wanna try it and find out?" Fitz whispered in her ear, and she was just about to say something sarcastic about rhetorical questions when his lips moved down an inch and pressed against her neck.

Jemma's eyes fluttered closed as the soft press of his lips moved down her throat. "Mmhmm," she confirmed, nodding slowly and concentrating on the tingles he was raising along her skin.

"Is that a yes?" he asked, rolling her onto her back and sucking gently just below her jaw. "Or a no?" He supported himself on one forearm while his other hand skimmed lightly over her ribs.

Jemma drew in a shaky breath. Curling her fingers around his neck, she brought his face back to hers and pulled him down for a kiss. Their lips pressed together softly for a moment before pulling apart as they smiled. Her eyes blinked open to look into his and they pulled her into their depths, drowning her in their intensity. Her smile faded into a soft, "Oh," at the back of her throat, and then she closed her eyes once more and kissed him again. This time, the softness was backed by a need, and soon her mouth opened to capture more of his taste.

Fitz pulled back slightly and bumped his nose along hers. "Cause if you're not interested," he whispered before he leaned down and slid his lips over hers again, "I mean, that's fine." His tone was teasing, but his jaw clenched tight to tamp down on the dull ache that rose in his chest. He'd spent too much time thinking exactly that for it to stop hurting already, but the smile on her face and the gentleness in her eyes were helping. As was her frankly enthusiastic response to his suggestion.

Jemma bent one leg wide and wrapped her foot around his calf. Shifting her hips moved him on top of her, and the only thing separating them was her damp panties. He was partially hard, and the weight of his body on top of hers felt wonderful and right. More right than she had ever thought it would, on the rare occasions when she'd let her mind wander down that route. She knew there was a reason she'd never allowed herself the luxury of doing this with him for real, but just at the moment it escaped her. Instead of continuing down that line of thought, she tickled her fingers against his scalp and kissed him again.

"Is this 'yes' enough for you?" she asked, and she deepened their kiss, sucking on his tongue like she'd just been sucking on his cock.

Every part of him wanted nothing more than to pull her panties aside and bury himself inside her right then and there. His hands moved down to grip her waist tightly as his hips thrust against her, mimicking the motions he was going to be doing for real soon enough. A growl was trapped at the back of his throat, unable to escape the passion of their lips moving against each other, and he swallowed an answering groan from her. One of his hands slid down to grip her ass briefly before cradling her thigh and pulling it up alongside his ribs. This opened her up even more and his now fully-hard cock was rubbing along her cotton-covered entrance, desperate for a way inside.

Jemma's eyes refused to stay open as the twin pleasures of his tongue and his cock tingled through her body. It was a delicious torture the way his hardness was tracing a path along her slit. She was so wet now that she was surprised her panties hadn't slipped aside on their own, and she was just thinking of reaching down to help them along when he shifted between her widespread thighs and his cock pushed them aside for her. Her whole body shuddered as the head of his cock slid right up and prodded her clit, and her eyes opened wide before rolling back and closing again.

"Oh _God,_ Fitz!" she half-shouted half-gasped, ripping her lips from his. "Yes! Right there!"

Fitz buried his face between her neck and her shoulder, thrusting carefully against her clit. He squeezed his eyes shut and clamped his jaws together, mentally restraining himself from thrusting inside her. This is what she needed just now, and this is what he'd give her. He grunted slightly, both with the effort of resisting the urge to just give in and start fucking her and with the sudden discomfort of her fingernails gripping and scraping down his back. He ground his hips into her, sliding his cock back and forth in her wetness, and lifted his head up to watch her face. She was always beautiful, but right now with the unguarded passion and lust written across her features, she was the sexiest thing he'd ever seen.

"Come on, Jemma," he encouraged her, still massaging her clit with the head of his cock. "Come for me." He leaned down again and nibbled on her ear lobe before whispering again, "I want to see you come."

She gasped for breath and tossed her head as her back arched and her hips circled. The sound of his voice and the tickle of his breath in her ear made her shiver. Her fingers clutched at his back and one hand moved back up into his hair as the other moved down to his ass. They clenched and unclenched in time to the waves of pleasure rushing over her. The tension was still building inside of her and she never wanted it to stop.

"Touch me," she gasped, letting go of his ass to move his hand up to her breast. Those wonderful hands. She wanted to feel them on every part of her at once. "I want to feel..." her voice trailed off into a keening whine as he massaged her breast and teased her nipple with his thumb.

He squeezed her breast in his hand, enjoying the weight of it and how its shape fit so well into his palm. Her nipple was a hardened point, and he rubbed his thumb across it before leaning down and capturing it between his lips. The way she shuddered beneath him made him feel like everything he'd always thought he wasn't: heroic and sexy and ... _wanted_. She wanted him, desperately, and that fact made his head spin and his heart stutter. He tickled her nipple with his tongue before sucking it again.

"Harder," she gasped, gripping his ass tight again and pulling him against her. "I need..." A whimper choked off and turned into a moan as he pushed against her more forcefully. "Yesss," she breathed, pulling his face tighter against her breast. He pulled her nipple harder between his lips and squeezed her thigh tight between his fingers. "Oh _god_ , I'm going to-" her voice broke off into a wail as her hips stuttered against him and she rubbed her clit again and again along the head of his dick.

She spasmed around him, her legs wrapping him so tightly he could barely breathe and her nails sinking deep into his flesh. He held himself still where he was pressed against her most sensitive spot and moved from one breast to the other, sucking her other nipple with the same enthusiasm he'd shown its pair. This caused her wail to change in pitch before cutting off into desperate gasps for air which themselves were strangled when her body froze around him.

Jemma felt the tension inside her explode into a million pieces which then fireworked into a million more, and she held onto Fitz for dear life as the roller coaster she'd climbed with his kisses raced through all the loops and curves and drops at once. She clung to him as the one solid, dependable thing in a world suddenly full of swiftly moving currents of pleasure as she drowned, resurfaced, and then drowned again. One second she was gasping for air, and the next she was riding the waves once more.

When the huge explosions finally calmed down to smaller detonations, she finally relaxed her grip on Fitz and, breathing heavily, lay back against the mattress. Her whole body felt at once tense and relaxed and her muscles ached with the strain of being clenched so long. She panted hard, catching her breath, and felt somehow too shy to look at him, so she lifted his head from where he was still nuzzled against her breast and she kissed him softly, her eyes still closed.

"Thank you," she said quietly, smiling to herself at the absurdity of the statement, and then wincing slightly when Fitz moved.

He winced in sympathy when he accidentally nudged her now-sensitive clit as he moved off of her. Leaning down, he kissed her shoulder and smiled back. "Trust me when I say it was my pleasure," he smiled back.

She chuckled throatily in response. "Mine, too."

"That wasn't even what I'd meant to do," he said self-deprecatingly.

"Well you can do it again, any time you like," she replied enthusiastically. " _Any_ time," she emphasized.


	5. Chapter 5

"You can definitely do that again," Jemma said. " _Any_ time."

Fitz smiled at her and kissed her shoulder again, rubbing his hand softly over her belly. "I'll take that under advisement," he chuckled. He shifted slightly to kiss her neck again and paused with a frown.

"What?" she asked, laughing quietly in return.

"Your neck," he said, reaching out a tentative finger to touch it.

"It's between my head and my shoulders, yes," Jemma confirmed, catching his hand and threading her fingers through his before giving them a kiss. She felt actually _giddy_ lying there in bed with him. In bed with _Fitz_. Another shy smile crept over her face and she stared at their linked hands, not yet ready to meet his eyes.

"No," he said, and his frown deepened. "I've hurt you," he continued, and his voice was full of accusation.

"No you haven't," she said, wrinkling her own brow in confusion. "What are you talking about?"

"You're all..." he tried to gesture but their hands were still joined so he ended up just pushing them in the general vicinity of her neck. "...Bruised," he finished, obviously unhappy.

Jemma laughed and used her grip on his hand to pull him over on top of her again. "Of _course_ I am," she said logically. "It's called a _hickey_ , Fitz, and it happens when someone spends time sucking on your neck." She leaned up and placed her mouth on his throat, demonstrating her point. "Mmm," she moaned quietly. "See?"

Fitz tilted his head awkwardly but of course couldn't see his own neck. "I'm not an idiot, Jemma," he argued. "I know what a hickey is." He pushed himself up and knelt over her, their joined hands now pressed into the pillow by her head and his other hand on the mattress by her shoulder. From this vantage point, he could see her entire chest. It was also dotted here and there with marks of varying degrees of bruising. "Bloody hell, woman," he cursed. "They're everywhere!"

"And they don't hurt a bit," she said in a mollifying tone, stroking her free hand over his chest. He had a few hickeys of his own, but that didn't seem to concern him at all.

"But-"

"No buts," she said firmly, moving to sit up.

Fitz shifted off to sit cross legged at her side and pulled her up to kneel in front of him, not looking at her but still holding onto her hand.

"How's your back?" she asked gently, cupping his chin and lifting his face to meet her eyes. He was just so terribly upset at the idea that he might have hurt her.

"S'fine," he said, clearly not understanding her question. What did his back have to do with her bruises?

Jemma leaned forward, trapping their hands between their chests, and wrapped her other arm around him in a hug. She nuzzled his neck with her eyes closed for a moment, her hand resting on his shoulder, and then she moved it down over his shoulder blades.

Fitz sucked in a sharp breath. Right. She'd scratched her nails down his back when she'd... His wince turned into a goofy grin. She'd _scratched_ his _back_ when she'd had an incredible fucking _orgasm._

Jemma bit her lip in sympathy when Fitz hissed in pain, and she quickly removed her hand from his back. "Sorry," she whispered against his shoulder, kissing his skin. She closed her eyes tight and squeezed his hand tighter and ran her fingers through the curls at the base of his neck. She wished she could envelop him inside her, keep him warm and safe and whole. Instead of wrapping her arms around his back, she slid onto his lap and wrapped her legs around his hips, burrowing her head into his shoulder once more.

"Hey now," he said softly, and now it was his turn to lift her chin up so he could meet her eyes. She was biting her lip and looking down and the crease between her eyebrows told him she was overthinking something. "Hey," he said again, and he leaned in to give her a kiss. "Why're you in your head?" he asked gently.

She let out a short, humourless laugh and met his eyes, still stroking her fingers through his hair. "Because I've thought about this," she said, looking away again, down to their joined hands. "Doing this," she continued, taking a deep breath. "With you." She met his eyes again and gave him a sad smile. "I've thought about it a lot over the years, actually."

Fitz was stunned. She'd never indicated... "You _have_?" he asked, completely flummoxed.

She nodded and she watched as her thumb moved back and forth against his. "I have," she confirmed.

"I didn't-"

"I know," she interrupted him. "I know," she said again more softly. "I never let you... That is, let _me_..."

"Why?" he asked, and his voice was barely audible. He stared at their hands, her thumb grazing his, their fingers intertwined as much as their limbs. Was it really such a terrible idea for them to...

"Because," she said, and her voice shook slightly. She took a steadying breath, then another, and then said all in a rush, "Because if I ever lost you, it would be bad enough to lose my best friend, I couldn't _stand_ it if I lost my..." her voice choked off before she could finish. She pressed her lips hard together to stop their wobbling and blinked to clear the prickling from her eyes. She breathed in deeply through her nose and pasted a smile on her still-quavering face.

"Jemma, I-"

"You'll just have to be careful from now on, is all, alright?" she asked, her self-control slotting back in place.

Fitz nodded slowly, watching as she pulled the strings of her heart tight into her chest again and held them taut. "I will," he reassured her, kissing her lips.

"Promise me," she said forcefully, closing her eyes and squeezing his hand so tight his fingers whitened. "Promise me you'll be careful?" She opened her eyes again and they were full of unshed tears and desperation.

"I promise, Jemma," he swore. "I promise I'll be careful and always come back to you."

She sniffed in another deep breath and wiped her free hand across her eyes. "Good, then," she said in her usual, efficient tones. "I just wanted to," she sniffed again and searched for the right words. "To clear that up," she said, and she started to loosen her fingers from his.

"Jemma?" Fitz said, tightening his grip on hers and trying to steel himself for what came next. He stared at her face until she finally looked at him, her uncertainty written plainly in her eyes. He brought their joined hands up to his lips and kissed them once, never letting his eyes stray from hers. She needed him to be brave right now, and that's what he'd be. She'd taken the first step, but she needed him to take the last.

He took a deep breath with lungs that felt like they were floating a mile above him. "I-," he hesitated, afraid he'd say it wrong, afraid it was the wrong time, afraid she wasn't saying what it sounded like she'd said. But he'd said it a million times in his fantasies and a million more in his dreams and just once he wanted to say it for real. With one final breath, he plunged into the abyss with the only words he'd ever been afraid to say to her.

"I love you, too."


	6. Chapter 6

Fitz watched with his heart in his throat as Jemma slowly slid off of his lap and stood up. His lip trembled with uncertainty, and he tried to think of something he could say, something he could do, to bring her back.

"Jem-" he started, not sure what to say next, but she hushed him with two fingers on his lips before leaning down to kiss him.

"But-" he started again. Kissing him was a good sign, but she still wasn't saying anything. Had he gone too far again? Pushed her away?

Jemma didn't trust her voice, so she decided to trust to action instead. Reaching down to her hips, she pushed her panties down and off. They stuck wetly between her thighs for a moment before sliding down her legs and pooling at her feet. She caught his eyes and they took her breath away again. He was so scared, so worried about her, about them, about what this might mean. She felt all of her emotions welling up inside her chest, filling it, expanding it, burning in a roiling mass of unspoken words and unmade gestures.

He'd been half-thinking of apologizing, neutralizing it, taking that 'I love you' and making it... less? Somehow? Less real. Less honest. But above all, less pressure on Jemma to feel the same way. But then she'd looked at him, _really_ looked at him, and he wanted to make it _more._

"I love you," he whispered again as he cupped her cheek in his hand. She leaned into it, and the smile that broke across her face was like the dawn, lighting up the room and clearing away the dark spaces. "I love you so much," he said again, and now that he'd started saying it he might never say anything else ever again.

And then she was kissing him.

It wasn't shy and sweet this time, and it wasn't full of passion. It was soft and slow and taking her time. She was memorizing him with her mouth, learning with every gasp of breath, every stroke of tongue, every movement of lips. She knelt back up on the bed again, sliding back into his lap, but this time there was nothing between them. Breaking their kiss just long enough to reach over to her bedside table, she found a condom and met his eyes again.

Fitz nodded, watching as she carefully opened the package and then dropping his head against her shoulder as she rolled it on him.

"God, I love you," he whispered, kissing her shoulder, her neck, her jaw. He sucked in a breath as she lifted up and then settled onto him, burying him inside of her.

Jemma gasped at the feel of him, the dull, aching sweetness that filled up and patched over the rips and tears in her heart. She moved on him slowly, squeezing him inside her, and every movement brought her some peace.

He nuzzled into her hair and whispered it in her ear. "I love you, Jemma," his breath was coming faster now and his hands slid down to her hips to pull her tighter and harder against him. His lips sought out hers, and when he could no longer speak he kissed it to her instead.

She held onto him tight, their bodies moving in time and their kisses at once languid and increasingly hurried. She could feel herself cresting the wave one more time, and this time she wanted to take him with her. Holding him close, she kissed his forehead, his cheeks, his eyes, and his jaw, and then she moved her lips over to his ear and whispered, so softly she feared he might not hear and yet more loudly than she'd ever dared say it before.

"Fitz, I- I love you."

She let out a moan that was half-sob as the words left her, wrenching their way out of her soul, and she clutched him tight, afraid that he might disappear. But he stayed there, warm and solid and _Fitz_ , and she was still whole. She had always half-feared that falling in love would mean giving something up, being less than herself if she wasn't with him, not knowing - not _knowing_ , who she was without someone else.

But she wasn't losing herself with Fitz. She was finding herself.

He didn't make her less. He made her _more._

It felt like getting her first PhD. Like getting into the Academy. Like becoming a field agent.

It was wonderful and scary and exciting and terrifying and her mind soared into the clouds while her stomach dropped down into her feet and she could barely catch her breath, it was all so perfect.

She kissed him again, and he kissed her back, and every flick of her tongue was an 'I love you,' every time he nibbled her lip was 'I love you, too.'

Fitz leaned back to lie on the bed, and he stared up at her awestruck as she rode him. She was the most beautiful thing in the universe, and she loved him. She loved him. _She loved him_. Her head tilted back and she loved him. Her breasts bounced on her chest and she loved him. Her hips ground down hard on his and she loved him. Her hands tangled in his and she loved him.

He reached up cup her breasts, squeezing them and pulling her nipples. Then, he trailed one hand down her stomach to where they were joined and started to rub her clit. Her hips moved faster on him, rocking in circles and taking him deeper into her. And then she was saying his name, and it was like she was saying 'I love you' all over again. His stomach tightened and his hips pushed up and then he was emptying himself inside her.

"Jemma," he groaned, just as she moaned, "Fitz," and then she was panting and sweaty and laying on top of him, and he was holding her in his arms.

She caught her breath for a moment as she rested her head on his chest. His heart was hammering a mile a minute, and his arms were trembling around her. Her smile was so wide it hurt her face.

Kissing his chest once, she tilted her head to look up at him and he smiled down at her.

"I do, you know," she said.

"I know."

Jemma was still smiling later when she was grabbing them a snack from the kitchen.

"Simmons," May nodded at her in greeting, grabbing a bottle of water from the fridge.

"Agent May," she responded, taking a breath and trying to tone down her grin to somewhat normal levels.

"I got your messages," May continued. "But you didn't answer when I called?" She raised an eyebrow and waited patiently for an explanation.

"Oh!" Jemma startled, suddenly remembering how she and Fitz had... happened. "Yes, well..." she floundered briefly, not entirely sure how to explain what had happened without actually _explaining what happened._ "You see," she started awkwardly.

May's expression softened slightly and she patted Jemma's arm in understanding. "You got it all figured out?" she asked vaguely.

Jemma's face immediately relaxed in relief. "Yes," she sighed gratefully. "Although I would like to arrange for a field medical sometime this week, if I could?"

May's brow creased slightly in concern. "Everything alright?" she asked.

Jemma nodded, reassuring her with a smile. "Fine," she said. "I'd just like Dr. Kumari to confirm my findings, that's all."

May nodded. "I'll see how soon we can get the doctor out here," she said. She grabbed an apple and wandered toward the exit. "Oh, and Simmons?" she said, turning around with a half-smile on her face and a knowing look in her eye. "Nice shirt."

Jemma blushed but refused to look down at Fitz's button-up. "Thank you," she said primly. And then the smile blossomed across her face again. "I'm rather fond of it."


End file.
